February 17, 1994
PEOPLES S&P MIDCAP INDEX FUND, INC.
Supplement to Prospectus
Dated January 21, 1994
The following information supplements and should be read in conjunction
with the section of the Fund's Prospectus entitled "Management of the Fund."
The Dreyfus Corporation ("Dreyfus") has entered into an Agreement and
Plan of Merger providing for the merger of Dreyfus with a subsidiary of Mellon
Bank Corporation ("Mellon").
Following the merger, it is planned that Dreyfus will be a direct
subsidiary of Mellon Bank, N.A. Closing of this merger is subject to a number
of contingencies, including receipt of certain regulatory approvals and
approvals of the stockholders of Dreyfus and of Mellon. The merger is expected
to occur in mid-1994, but could occur significantly later.
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The following information supplements and should be read in
conjunction with the section of the Fund's Prospectus entitled "Performance
Information."
From time to time advertising materials for the Fund also may refer to
Value Line Mutual Fund Survey company ratings and related analyses supporting
the rating.
